Sec Form 3 Filing - Catalano Susan @ WeWork Inc. - 2022-01-27

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Catalano Susan
2. Issuer Name and Ticker or Trading Symbol
WeWork Inc. [ WE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief People Officer
(Last) (First) (Middle)
575 LEXINGTON AVE, 12TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
01/27/2022
(Street)
NEW YORK, NY10022
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 21,254 D
Common Stock 751( 1 ) D
Common Stock 12,392( 2 ) D
Common Stock 20,654( 3 ) D
Common Stock 275( 4 ) I By son( 5 )
Common Stock 250( 6 ) I By son( 5 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $ 2.55 ( 7 ) 02/10/2030 Common Stock 8,260 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Catalano Susan
575 LEXINGTON AVE, 12TH FLOOR
NEW YORK, NY10022
Chief People Officer
Signatures
/s/ Susan Catalano, by Jared DeMatteis as Attorney-in-Fact 02/04/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents outstanding unvested portion of 4,506 restricted stock units ("RSUs") granted on November 19, 2019. One third of the RSUs vested on July 15, 2020, after which 1/12 of the RSUs have vested or will vest on each October 15, January 15, April 15 and July 15 through July 15 2022.
( 2 )Represents outstanding unvested portion of 18,589 RSUs granted on January 26, 2021. One third of the RSUs vested on January 26, 2022, after which one third of the RSUs will vest on each of January 26, 2023 and January 26, 2024.
( 3 )Represents outstanding unvested portion of 41,309 RSUs granted on August 10, 2021. One half of the RSUs vested on January 15, 2022, after which the second half of the RSUs will vest on January 15, 2023.
( 4 )Represents outstanding unvested portion of 413 RSUs granted on January 26, 2021. One third of the RSUs vested on January 26, 2022, after which one third of the RSUs will vest on each of January 26, 2023 and January 26, 2024.
( 5 )Represents RSUs held by the Reporting Person's son who currently shares the Reporting Person's household. The Reporting Person disclaims beneficial ownership of the securities held by her son, and this report should not be deemed an admission that the Reporting Person is the beneficial owner of the securities held by her son for purposes of Section 16 or for any other purpose.
( 6 )All of the RSUs will vest on October 20, 2022.
( 7 )Represents outstanding unexercised portion of option to purchase 19,828 shares of common stock granted on February 10, 2020. One third of the option vested and became exercisable on January 15, 2021, after which 1/12 of the option has vested or will vest on each April 15, July 15, October 15 and January 15 through January 15, 2023.

Remarks:
Exhibit 24 - Power of Authority

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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